Rarity's New Member
by TheFabulousRedheart2
Summary: Twilight and Rarity decide to try something unique in their latest sexual escapade. Twilight casts a spell that causes a sparkling purple member to appear where here "marehood" once was. Rarity experiences pleasure like no mare was meant to.


Twilight studied the chessboard, her white pieces mercilessly encroaching on the black pieces' territory, slyly maneuvering in their quest to check the enemy king. The purple unicorn's gaze traveled up to the marshmallow pony sitting across from her.

"Have you decided on your move yet?" Twilight asked sweetly.

The white mare's face screwed up in concentration. "I'm thinking dear, I'm thinking. Brilliance needs time to come to the fore."

Twilight bit her lip and fought back a snort. When Rarity was making a dress, she was more brilliant than Celestia's sun. However, when it came to chess, she hadn't a clue. Her lavender eyes fell back to the chessboard, but soon found herself sneaking glances at her opponent again.

Rarity was just that, a rarity. Behind her painted eyes and large, fake eyelashes, was a beautiful face. Her nose was small and delicate, like the rest of her body. Twilight found her mind wandering to the other unicorn's gently curving frame and small, firm flanks.

"Alright, I have decided." Rarity said in elegant finality.

Twilight was awoken from her momentary stupor. With a flick of her head, Rarity caused her curled purple hair to bounce. She grabbed a pawn with an aura of blue magic and slowly pushed it forward one square. Twilight immediately saw Rarity's mistake. She had opened up a direct line to her king. The white queen was moved diagonally three spaces to deliver the final blow.

"Check, and mate," Twilight said triumphantly.

Rarity sighed with a little moan that gave Twilight's stomach a pleasurable twinge. "Well, phooey, I lost again. Best four out of seven?"

Twilight yawned and shook her head. "No thanks, I'm getting a little tired." The unicorn looked up at Luna's moon shining through a second-story window.

"Tired already? It couldn't be much past eleven. Anyway, this is your night off, live a little. You know, it's not too late, we can still go out," The marshmallow unicorn replied hopefully.

"Nah, I'm still not in the mood," Twilight stretched her back, hearing a satisfying pop, "I've been doing a lot of running around this week. I just want to stay home and relax."

Rarity watched Twilight wriggle her shoulders and stretch them backward. "You look like you could use a good back rub, dear."

"I would really like one," said Twilight, "but the spa is closed at this hour."

"Well, you know, I wouldn't exactly mind giving you one myself. I've received plenty of massages, it's not very hard to emulate what they do." Rarity smiled, her eyes filled with genuine care, but sparkled with a hint of desire.

"Well...uh...if you really don't mind-," but before she could finish her sentence, Twilight was gently pushed onto a purple sofa just behind her. Rarity carefully rolled her onto her stomach, and began running her hooves in small circles around the base of the unicorn's neck."Now then, just tell me if I do anything to hurt you, okay dear?"

Twilight nodded, the knotted muscles in her neck began to loosen. "Ah, yeah, that's great." She said in a comforting sigh.

"Feel good, does it?" Rarity chuckled and leaned in to nuzzle the other unicorn's ear.

"You have no idea," Twilight smiled back at Rarity, "I wish I could get Spike to learn how to do this."

Rarity's hooves slowly traversed in small circles down the muscles along Twilight's spine. "You would rather have Spike do this than me?" She said in a faux gasp.

Twilight let out a gusty sigh when her masseuse began attacking a tight knot on her lower back. "Well, I know you're always busy with your work, so I wouldn't want to disturb you." Twilight's deep breathing made her voice sound heavy.

"Twilight, I am never too busy for you," Rarity tenderly chided. "I told you that when we first starting going out, and I will tell you that now. Anytime you want to spend time together, all you have to do is let me know. Is that what kept you away from the Boutique this week?"

Twilight nodded and lowered her ears, "I knew you had that huge order, so I didn't go over there. I thought that you wouldn't want to be bothered, especially at a time like that."

"Well, don't ever think that. You never bother me. I was actually quite lonely without my favorite purple pony there to keep me company," replied Rarity as her face fell.

Twilight looked into space thoughtfully. She had forgotten the exact number of days Rarity and she had been going out. At one point, she had known the exact number of days, hours, minutes, and seconds. Looking back, she was a little frantic at that time. It had taken her two months to work up the courage to ask the mare out, and about twice as long for her to stop worrying about how she could mess things up.

Rarity was patient with her, and stuck around. When most mates would grow tired of their partner's incessant worrying, her mare showed patience, calmly listening to every personal fear she had about destroying their relationship.

Rarity was always there for her, and Twilight loved her for that.

Rarity felt her marefriend slowly melt beneath her hooves. A warm tingling feeling jumped through her stomach when Twilight gently moaned.

Rarity looked at the small crevice that was just above her Twilight's rump. Her lips curled into a wanton smile. She fantasized about how much fun it would be running her hooves through the soft silky fur of Twilight's firm flanks, over the smooth skin, to her thighs, and then slowly upward underneath Twilight's dark blue tail...

The white unicorn felt wetness seeping from her marehood. She was so engrossed in her thoughts, that she didn't realize how fast her heart was beating or how much her massaging had trailed off. She quickly picked up the pace, pressing a little too hard into Twilight's muscles, causing the purple unicorn to flinch.

Rarity slowed her pace and Twilight went back to her relaxed state. She scolded herself and focused on the task at hand. However, it still didn't keep her mind from wandering back to the mare's rump.

Without thinking, Rarity's hooves slowly slid down to Twilight's flanks. Even though she had held this mare many times, touching her still made her heartbeat accelerate.

With a sly grin, Rarity placed a hoof on each one of Twilight's cheeks and slowly pressed them together. Twilight looked back with a sultry smirk, and then slowly raised her rear into the air. Taking this as an invitation to continue, Rarity kneaded Twilight's muscles, pushing them, and pressing them together. She rubbed wide circles around the unicorns rear that made her giggle.

Rarity felt a tickling excitement in her stomach when she heard Twilight breathing a little bit more heavily. The fashionista slowly worked her hooves down to the other unicorn's legs and inner thighs. Her marefriend responded by slowly spreading her legs, giving Rarity access to her nether regions.

The perfumed smell of sex reached Rarity's nose. Small fingers of lightning spread from her marehood, down to her hooves. She slowly worked her hooves upward and Twilight raised her tail, revealing her pink slit and the pink ring that was her anus. The unicorn slowly leaned down and was about to press her tongue against the wet slit, but Twilight turned and held up a forehoof.

"Hey Rarity, did you want to try something different?"

Rarity paused, "Something different?" She panted. "What did you have in mind, darling?"

"Oh, I was thinking perhaps we could make tonight a little bit more...magical," Twilight said slyly.

"Magical?" Rarity tilted her head, causing her coiffed mane to fall over her shoulder, "Did you want some romantic music, or perhaps we could have a little wine before we start?"

The purple unicorn giggled, "No, not that kind of magic. I mean real magic."

"Real magic? I don't understand, what does magic have to do with us right now?"

"Oh, a couple of days ago, I was doing some magical research. I found a combination of spells that I thought were really intriguing, and herhaps we could try them out."

"What do they do?"

"Well, when combined together, the spells causes a magical forcefield to appear in any shape the caster wishes over a mare's private area. If that mare participates in sexual intercourse, she'll feel the same sensations that a stallion would while performing intercourse."

Rarity looked bemused. "Well, that certainly sounds... interesting."

Twilight frowned, "You don't like the idea?"

The white pony placed a hoof on her chin and thought, "It's not that I don't like the idea, it's just different, that's all."

"Would you be willing to try it?"

"It depends, will it hurt? Will it turn me into something unnatural? I remember what happened to poor Spikey-Wikey that one time when you turned him into a..."

"Don't remind me," Twilight held up a hoof. "It took me eight days to get the slime off of all the books. But no, it shouldn't hurt. In fact, the process is very simple...in theory anyway."

"Well, in that case," Rarity smiled, "I'll do it for you, but if you turn me into something unpleasant, marefriend or not, you will regret it."

Twilight laughed nervously, "Oh, you won't have anything to worry about."

Rarity nodded, "Okay then, what do I do?"

Twilight grinned, "Just stand up."

Rarity rose from the couch. From her laying position, Twilight closed her eyes and her horn erupted in bright, violet magic. The marshmallow pony felt a force grip her rear, and her abdomen tingled. There was a slight strain on the purple unicorn's frame, she shivered a bit and grimaced. After a few seconds though, it was over. Twilight heaved a sigh and then looked at Rarity, her eyes going wide.

Chilling fear grabbed Rarity, "What is it? Is everything okay? Did the spell work?"

Twilight just stared on, her mouth agape. Rarity began to dance nervously on her hooves, "What is it? What happened to me?"

After several more seconds, Twilight finally spoke.

"Wow... it's so big."

Rarity stopped jittering and looked down. Where her marehood used to be, was a penis. It wasn't fleshy like other stallionhoods, it was a sparkling, lavender color. Moving her hips from side-to-side, it moved as if it was a natural part of her.

She looked up at Twilight and smiled, "I rather like it, it goes with my coat."

The magician grinned and rolled onto her back, slowly spreading her hind legs. Blood rushed to Rarity's head, making her think it had grown very hot in the room. She had a strange feeling enter her groin. Looking down, the large, flared member had immediately grown stiff. By Celestia, the thing had to at least be 14 or 15 inches long. The cylindrical member was certainly over a foot.

Twilight smiled, her half-lidded gaze stole Rarity's breath. "You know it goes in somewhere else as well, don't you?"

Rarity walked over and slid up onto the couch, pressing her chest against Twilight's. The fashionista tenderly looked down at her mare and their lips gently touched. Slowly, Rarity's lips played along her lover's.

They moaned together, feeling the heat of their bodies as their forelegs closed around each other. Rarity slowly ground her member against Twilight's silky fur, and then jumped. The sensation produced electric pulses through the new appendage that flew into her hip.  
Rarity broke the kiss, "Oh my goodness, that is a new feeling."

Twilight giggled, "Of course it is, you haven't had a penis before, have you?"

Rarity didn't bother commenting. Instead, she opted to press her lips to Twilight's, their tongues came together in a twisting tango. They slowly began to grind their bodies together, their forehooves exploring the soft fur of each others' sides. Rarity felt her member leaking sticky precum onto Twilight's stomach. She was about to pull back and apologize, but the purple mare held her closely.

After several minutes, Twilight broke the kiss, "Fill me up with that huge thing!" she said breathlessly.

Rarity slid down Twilight's body and then pushed upward. Something didn't feel right. She slid down and pushed upward again. She felt the moisture from her marefriend's sex on her magical appendage, but it didn't feel right. The member's creator looked at her with a grin.

"Is something wrong?" Asked Rarity.

"Are you going to stick it in?"

Rarity looked down, "Oh, right, hang on dear."

The white unicorn sat up on her haunches and took her still firm, wet member in her forehooves. She backed up and pressed her flared head against Twilight's slit. The purple unicorn moaned and Rarity felt lightning snake up her member and into her stomach. She pressed but the member slipped sideways. She tried it again, and then again, but to no avail.

A minute passed, and Rarity had failed to insert her member into Twilight. The bookworm felt her grin grew wider as her partner grew redder.

"The stallions make this look so much damned easier than it is," Rarity said in a huff.

Twilight reached up and stroked the side of her lover's face, "Just relax. Here, let me help you."

A thin layer of magical energy appeared over Twilight's horn, and slowly grasped Rarity's member with magic. She carefully guided it into her slit, causing her to gasp as her marehood spread to accommodate the magical stallionhood.

Rarity her member brush up against the soft lips of Twilight and she inhaled. Excited emptiness in her stomach as the member pressed against the plush, moist walls of her lover. Rarity convulsed as pleasure worked its way through her chest.

By Celestia, she thought, no wonder those stallions made all those strange faces when they were... having their fun. My goodness, if having a stallionhood was this fun, I would have ordered one ages ago!

Twilight released the magic on Rarity's appendage, and the white unicorn began to press inward on her own accord. She pressed until it could go no farther, still leaving several inches of the glistening member exposed.

On instinct, Rarity thrust hard into her partner. Twilight gasped. She pushed again, and her partner did the same thing. The fashionista slowly continued her thrusting until she found her rhythm. Steadily she continued,feeling the movements of the mare beneath her. The purple unicorn closed her eyes, gasping with each thrust. Her face contorted into a mask of pleasure.

Rarity smiled. My goodness, this feels different, almost empowering. The white unicorn's thoughts raced across her mind as the warmth of Twilight enveloped her leaking member. She closed her eyes and grabbed her lover's hips in her hooves.

"Faster, damn it," Twilight's throaty moan dripped with lust.

Rarity began to thrust harder into the mare, Twilight wriggled and groaned in response. After several thrusts, huffed and gently grabbed her lovers face. Her partner stopped and looked down at her. Twilight carefully rolled over while Rarity was still inside of her, and stood on all fours on the couch. She crouched down on her front legs and slowly raised her rear into the air. Rarity grinned and roughly slapped the left hind quarter of her lover. Twilight gasped. "Again!"

Rarity obeyed and Twilight commanded another. They did this several times, until the red could be seen through the fur.

After she breathed deeply a few times, the purple unicorn looked back at her lover, "Now buck me blind!"

The fashionista didn't need to be told, she excitedly thrust into Twilight, her member throbbing as she excitedly pressed against her lover. Twilight's cheeks made a slapping sound each time their bodies came together. Rarity smacked Twilight's cheek once more, which elicited a loud yelp from her partner.

The purple unicorn moaned loudly, her hooves digging into the couch as she thrust back against the other mare. After a few more thrusts, she could feel her body tensing up, a shock wave of energy building at her sides.

Rarity felt a fire in her stomach starting to expand. She began to buck excitedly, a primal instinct she had never felt before washed over her senses. She closed her eyes and saw a darkness, her mind voided as she thrust faster. Each movement created a squishy slap that both impassioned mares could barely hear.

Rarity gasped and felt Twilight's sex close around her member. The white unicorn fought hard to push herself inside of her lover. The tight folds pushing her body closer. Her body shuddered, her breath quickened, and then white cum jettisoned from her body into Twilight's hot marehood.

Once Rarity had finished spilling her seed, she dropped down on the couch, panting. It was then that she noticed how sweaty she had become. Beneath her, she could feel the moist sweat on Twilight's body as well.

"I must say," Rarity panted, "that was rather pleasurable."

Twilight lazily rolled over and faced her mare, "I thought you would like it."

Rarity felt a force around her groin vanish. She looked down and noticed that the stallionhood she had employed was gone. With wide eyes she looked at Twilight.

"I made the spell so that it would cause the extra appendage to disappear after its user was finished with it." Twilight explained.

"Oh. Well that makes sense," Rarity continued to pant, "What a shame, I was getting attached to it."

"You know," Twilight smiled seductively, "we can always do it again."

Rarity grinned, "Oh, dear, I plan on it. Next time, I want to see how you wield the 'sword of love.'"

Twilight giggled. "Oh, don't worry, I will be your valiant sex knight!" The purple unicorn made a playfully bold pose that caused Rarity shake her head.

"Well, I will be your willing damsel in distress," said Rarity.

"Willing? I thought it would be more fun if I tied you down, perhaps used a gag?"

"Goodness, your sexual tastes have become rather... eclectic of late. Who have you been talking to about this kind of thing? Rainbow Dash?"

Twilight smiled, "Nope, Fluttershy. She's a little freak, you know. She uses her bashfulness as a front so no pony will suspect anything."

Rarity looked surprised, "Hm, who would have thought? Wait, that wouldn't have anything to  
do with why Spike has been going over to see her so much lately, would it?"

Twilight looked up at the ceiling, "I'm not too sure, but I have my suspicions."

Back at Fluttershy's Cottage...

Fluttershy lifted the cigarette from her mouth with a hoof, and blew the smoke in the baby dragon's face. The small, plump, purple dragon coughed, causing the chains that held him to the bed rattle.

The yellow pegasus straightened the leather teddy situated on her chest, and grabbed a whip that was laying on the floor with her mouth. With a stern face, she cracked the air with it.

"Whof yrrrr miffriff?"

"Huh?" asked Spike. Fluttershy cracked the whip again, then dropped it to the floor.  
"I said, 'Who's your mistress?'"

"Oh. You are, Fluttershy."

Fluttershy cracked the whip near Spike's face, being extra careful not to hit him. Spike winced.

"What did you say?" she snarled after dropping the whip again.

"Oh, I mean, you are Madam Fluttershy," The little dragon said, trying to keep the excitement out of his voice.

The pegasus walked up to Spike and placed a firm, but soft hoof on his chest. "You're going to be m-my..." Fluttershy winced and whispered, "b-bitch tonight. That is, um, if you... wanna be," the little pony added as she hid behind her long, pink mane.

Spike sighed, "Fluttershy, if you want to do this, you've gotta be more assertive. Remember what Mr. Waddle said. If you wanna do bondage stuff, you gotta show no mercy."

A determined look came onto Fluttershy's face. She picked up the whip and cracked it quickly. Spike pressed himself into the fluffy mattress.

"Shut up, you will not speak until I tell you to speak, got that, um, bitch?"

"Yes, Madam Fluttershy."

Fluttershy found a wellspring of strength in herself. She picked up the whip and cracked it again.

"What did you say to me?" she yelled flying up and pinning the dragon to the bed.

Spike's eyes went wide, "Yes ma'am, Madam Fluttershy!" the dragon grinned. This night was going to be so awesome!

And they all bucked each other silly forever after!

**The End**

I want to give a great big thank you to JesusChristHowHorrifying for editing this monstrosity of mine. He took one look at my awful grammar and said "Jesus Christ, how horrifying!" Then he offered his help. Just kidding, but this guy deserves a huge amount of thanks. I also want to thank DashIsBestPony for giving me a few ideas to hopefully make my writing a little more interesting.

I also want to thank you, the readers. Your enjoyment (or "enjoyment") of my work inspired me to write more. I'm enjoying this writing thing way more than I thought I ever would. Heck, one day I might even become moderately average at it!

Thank you all.


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